The Awakening Of Futa Flutterbat
by SheFatBoobs
Summary: Futtershy Transforms Into Flutterbat Again But Has The Taste For A Different Kind Of Apple. Warning Contains- Futa, Lesbians, Transforming And Muscles.


It was a clear late night in the town of Ponyville and every pony was asleep having peaceful dreams thanks to the beautiful Princess Luna the guardian of both the moon and dreams all the ponies that is save one. In a tree shaped house that had loads of animal habits in and around it the home of the yellow skinned, light pink mane and tailed pony called Fluttershy a pony that was the element guardian of kindness.

(Dream Part Begins)

For Fluttershy her dreams were of a very sexual nature in the dreams she was sitting in an apple tree at night looking down at her beautiful friend Applejack was down in the orchard harvesting a special rainbow apple she watched as sweat coated Applejack's burnt-orange skin with its huge bulging muscles and sweat coated blond mane and tail both tied with red bands. She watched as Applejack lifted a large basket full of the rainbow apples and began to seductively walk towards her huge wagon to load it in with all the others. She watched as Applejack shook her huge rump back and forth and couldn't help but lick her lips at the sight of the two huge round sweaty orbs and couldn't help but noticed the strong earth pony every few minutes look over her shoulder and in her direction so deciding to enjoy what had to be a show for her arrousal sosat to watch. As she sat watching the muscular earth pony work up a sweat she could help noticing the three ruby red apple cutie mark on both her plump juicy rumpcheeks. As the sweat covered the three apples she began to feel something growing between her hindlegs something that felt enormous. So looking down away from the delicious looking red apples she took in a sight that was both arrousing and scary for between her hindlegs where her clit was supposed to be there over her fat hairy marehood stood an enormous 24inches long 20inches thick light yellow colered stallionhood under which dangled a pair of huge cum filled testicles. In the dream she had decided to use her new stallionhood on the beautiful muscular farm mare so spreading her enormous bat like wings she slowly glided down towards the beautiful and very seductive farmer as Applejack was gently rubbing sweat from her muzzle and face while also fanning herself with her tan cowboy hat. Soon she was dropping down onto her friends muscular back and causing Applejack's beautiful face to hit the soft orchard grass as Applejack hit she leaned in and quietly whispered into her ear " I'm going to stuff your marehood baby with my enormous stallionhood and then I'm going to mate you Applejack mmm doesn't that sound good my seed inside you making these rock hard abs of yours swell with a new apple family member, mmm now hold still so I can stuff that tight marehood". Fluttershy moaned in her sleep as dream Applejack feeling her enormous stallionhood surrendered to her and began to moan "Oh Fluttershy I don't know how you became Flutterbat again or how you grow what feels like an enormous stallionhood but mmmm the though of you pumping me full of your incredible stallion seed and turning my hard abs into a nice round pregnant belly mmmm your enormous stallionhood rubbing between the plump cheeks of my rump fells so good sugercube, now come on mmmm an stuff that warm meat up my marehood so we can have more kin helping out the farm". The moment Applejack said this she pulled back and quickly stuff Applejacks marehood full the moan of pleasure and the incredible tightness of Applejacks marehood caused her to become even more arroused and made her own muscles start to expand until they matched her sweaty lover. No soon did Fluttershy feel the pleasure from the coupleling did she bolt up in her cottage bed a tiny coating of sweat covering her light yellow skin/light pink mane and tail and a complete remembering of the sexual dream she was just having.

(Dream Part Ends)

Deciding to get out of bed and get some fresh air to try and forget the very real feeling dream and also check on some of her outside animals Fluttershy climbs out of bed and softly trots over to her bedroom window. But as she reachs up to lift the window Fluttershy feels a trimer pass thru her body a very pleasurable trimer and slowly begins to moan before the light of the full moon begins to bath her beautiful body. As the moon light filled her bedroom Fluttershy turned away from the window as she noticed something strange out of the corner of her eye so turning to see what it was she noticed her reflection in the full length mirror that her beautiful friend Rarity had given her so she could as Rarity said. "Darling you need to be able to see yourself in the beautiful clothes that I make for you". Now she didn't really need a mirror as she didn't really wear clothing unless it was for something special like the grand galloping gala that was hosted every year in Canterlot. But as Fluttershy looked into the mirror she could only gasp at what she saw in the mirror in her mouth there was two long pearly white fangs, her ears had elongated til they looked like those of a giant bat, her large light yellow feathered pegasus wings had turned into large light yellow leathery bat wings and the final change was her cutie mark of three pink butterfly that adorned the cheeks of plump round rump the cutie mark had transformed into three pink bats. As she looked at the reflection of what her friends had called Flutterbat she noticed that unlike last time her changes were not completely done no she was still transforming. Rearing back on her hind legs the now Flutterbat looked at her reflection continue to transform she watch as her two forward teats began to inflate she watched as they began to form into a pair of massive fleshy light yellow orbs with her teats expanding til they were massive and each heavy with delicious milk, she watched as her fore/hind legs began to rapidly streach and swell with enormous bulging muscles, she watch as her hips widened and could feel her rump rapidly inflating into two massive light pink orbs with the three pink bats before the final change happened above her fat juicy manehood she watched as her light yellow clit began to swell and streach slowly it began to transform into an enormous 38inches long 34inches thick light yellow colered stallionhood under which slowly began swelling a dangled a pair of huge alicorn sized testicles full of thick white cum.

As Flutterbat stopped transforming she began to marvel at her new anthro body the sight was amazing. But soon Flutterbat began to feel a thrist but this time not for the fruit apples but for the cum that comes from the beautiful earth pony known as Applejack. Deciding to feast Flutterbat turned back towards the bedroom window and with a flex of her enormous fore legs muscles she smashed out the window and with a mighty flap of her enormous light yellow bat wings took flight into the clear night sky.

(Time Skip)

30mins later at the Apple Family Farm the full moon was shining down on a whole new crop of ruby red apples and one satisfaced well-toned reddish-orange earth pony with a blonde mane/tail and a tan cowboy hat her name Applejack her skin shone with a thin layer of sweat and some very damp hair. As she stood in the shimmering moon she could only smile as she gazed at the 60 full baskets of a special apple called the moonlight rainbow she was just getting ready to put the full baskets into her cart so she could move them to the big barn but suddenly Applejack heard the sound of flapping wings and just as she was turning around a massive object collide with her and pushing her back onto the soft green orchard grass. As the stars cleared from her eyes Applejack let out a deep gasped as she looked into a beautiful pair of ruby red slitted eyes "Oh wow sugercube who are you mmmm your a big pony who ever you are" from the ruby eyed pony she heard a seductively beautiful voice "Hi there Applejack mmmm your all sweaty honey mmmm and you smell just like delicious apples mmm do you feel that honey mmmm thats my milk filled light yellow teat orbs I think Twilight Sparkle called them breast and the object mmmm you feel pressed against your fat juicy marehood mmmm that honey is my new enormous 24inches long 20inches thick light yellow stallionhood with its huge dangling cum filled testicles mmmm now how about you kiss my muzzle". Looking into the vamponies glowing ruby red eyes she slowly leaned up and pressed her muzzle into Flutterbats muzzle as the two kissed Flutterbat smiled into her friends sweet mouth and slowly began to slide her new long tongue into the red delicious apple flavored mouth.

As Flutterbat licked around inside Applejack's mouth she gently lifted her massive wide hips in order to slide her enormous stallionhood into her soon-to-be-lovers fat juicy marehood and as Applejacks sweet juices began to coat the enormous helmet Flutterbat began to moan "Mmmm get ready honey I'm about to stuff your sweet apple pot and fill it full of thick juicy white cream but first mmmm we need to change you into something like me". As Flutterbat moaned these words she began to slowly kiss her way down Applejacks sweaty flat teats before moving down to her rock hard abs before finally reaching her goal Applejacks soaking wet and very sweaty red-orange marehood giving it a big long lick "Mmmmm delicious your marehood taste just like apples mmmmmm so delicious". Sticking her long tongue into Applejack sweet apple jar Flutterbat began to lick around inside and began to suck out the delicious marehood juices. As Flutterbat drinks the juice Applejack began to moan " Oh yes sugercube mmmm drink my apple cider mmmm yes oh yes it feels so good sugercube oh yes". As Applejack moaned she began to wave around her well-toned legs and slowly wiggle. Soon Flutterbat had her fill of apple cider and slowly ran her long sharp fangs on both side of Applejacks large red clit before quickly biteing into the sides of the fat juicy marehood.

As Fluttershy bite into Applejacks marehood the beautiful farmpony throw her head back and moaned "Oh Flutterbat mmm turn me lover make me massive like so I can enjoy your enormous futa dick mmm yes". As Flutterbat heard the moaned words she began to pump a special serum thru her fangs and into Applejacks body. As the serum pumped into Applejacks system Flutterbat watched from between her lovers hind legs as Applejack began to rapidly transform. Flutterbat watched as first Applejacks ears began to elongate into bat ears, followed next by her friends top front teeth slowly became long sharp fangs, before her friends lovely well-toned sweaty fore/hind legs began to swell up with some enormous beautiful rock hard muscles all of which looked like they could easily knock down an apple tree, which was soon followed a rapid swelling of her friends front two teats which swelled up into two massive, round, firm and very milk heavy red-orange orbs called breast which was soon followed by Applejacks rump rapidly expanding into two massive cheeks onto which there was three red apples with bat wings while the final change came with the growing of Applejacks large red clit that rapidly formed into her own red-orange enormous 38inches long 34inches thick stallionhood under which dangled a pair of huge cum filled alicorn sized hairless testicles.

As Applejack finished the transformation Flutterbat pulled out her long fangs before licking the wound closes and started to slowly kiss her way back up a newly transformed Applejack. As Flutterbat reached her lovers new massive breast she grabbed the two red-orange orbs and gently squeezed them "Mmmmm Applejack your teat orbs are so firm but also s-so soft mmmmm I'm going to suck your juice honey". As she slowly massaged the two round red-orange orbs Applejack began to moan " Oh Flutterbat mmmm yes squeeze my teats mmmm yes milk me like a giant cow sugercube". Smiling Flutterbat slowly leaned down and gently took Applejacks left enormous red teat into her muzzle and slowly began sucking gently her lovers sweet apple flavored milk. As she drank her lovers delicious milk Flutterbat could fill her belly slowly starting to stretch out with Applejacks milk. As the milk filled her Applejack began to moan "Mmmm sugercube I can feel your swelling belly mmmm growing against my new 38inches long 34inches thick stallionhood and rubbing against my huge alicorn sized testicles mmmm sugercube now how about you get up here and stuff my fat dripping marehood with that enormous stallionhood and make me pregnant". Smiling against her lovers massive burnt-orange lacating teat Flutterbat gently popped the enormous nipple out before slowly sitting up on her lovers rock hard eight pack abs. As Flutterbat sat on Applejack she began to moan "Mmmmmm look how stuffed you've made my beautiful light yellow belly mmmmmm it so enormous, its so round, so firm and mmmmmm so very soft mmmm now then honey rub my stuffed enormous belly". Loving the idea Applejack reached up and began to slowly rub the enormous bloated light yellow orb as she moved her huge fore hoofs from the bottom of the orb then slowly up to the huge popped out belly button and gently started to rub the bloated yellow orb. As Applejack lifted up a pair of huge muscular fore legs to gently caress her firm, tight and well rounded enormous yellow orb Applejack began to moan "Mmmmmm Flutterbat your bloated yellow belly feels so good and so very warm mmmmm I can't wait to be able to bounce my own enormous belly against yours mmmmm now line up your beautiful enormous stallionhood and fill me with your seed sugercube". Loving Applejacks words Flutterbat slowly lifted her hips and quickly rammed the enormous stallionhood straight into Applejacks tight, fat, hairless and very soaking wet marehood causing Applejack to moan out a loud "Oh yes sugercube mmmmm stuff my apple cider jug mmmm stuff it deep inside me oh yes". Ramming the thick shaft deep so deep that the enormous helmet was crammed all into Applejacks womb. As Flutterbat entered her lover for the first time ever but by no means the last she began to moan " Oh Applejack your marehood is so tight mmmm but it fells so good mmmm squeeze my enormous teats honey mmmm oh I'm so deep". As Flutterbat slammed into her lovers tight marehood Applejack gently moved her huge fore hoofs up and slowly began to squeeze her massive round and slowly lacating light yellow teats. As Applejack squeezed her teats the beautiful earth pony began to moan "Oh Flutterbat your teats feel so heavy with milk, mmmm how about while your filling me with your stallion seed I suck out some of your delicious thick milk and fill my stomach til my belly button pops and we can bounce our bellies together". As Applejack finished moaning these passioned filled words Flutterbat leaned forward and gently pushed her enormous left light pink nipple into Applejacks wide open mouth " Mmmm suck my massive left teat dry honey mmmm I want to feel your abs turn into an enormous, round and firm milk filled belly". Soon Flutterbat felt a huge pleasurable pull coming from her massive left teat as Applejack started to slowly suck milk out "Mmm yes honey mmmm that feels so good mmmm I love your strong mouth mmmm on my teat mmmm massage my teats while you drink my milk lover mmmm oh yes". Following Flutterbats command Applejack began to squeeze and rub the massive light yellow orbs of pony flesh as Flutterbat slowly pulled her 38inch long 34inch thick stallionhood out of her muscular farm grown lover until only the enormous helmet was inside the tight vice like opening before she slammed it back in so hard that a bulge formed in the center of her tight muscular abs before slowly pulling it out to quickly slam it back in hard. As Flutterbat slammed into her beautiful apple tasting lover Applejack began to moan "Oh Flutterbat mmmm oh yes your stallionhood feels so good mmmm now spread those massive light yellow teat orbs apart and let me slam this my enormous stallionhood in that deep beautiful clevage". Licking her lips Flutterbat grabbed her two massive, round, firm and very milk heavy light yellow teat orbs and gently pulled the two orbs apart causing even more clevage to appear. Once Fluttbats clevage was open Applejack slammed her enormous 38inches long 34inches thick stallionhood in-between the two massive orbs causing a loud passion filled moan to come from Flutterbats mouth " Oh Applejack mmmm your stallionhood is so hard honey mmmm I'm going to massage your rock hard stallionhood with my massive light yellow teats" As Flutterbat moan these words she slammed the two orbs back together around the thck burnt-orange stallionhood causing Applejack to moan so loud that it was very possible that the ponies in ponyville may have heard it.

As Flutterbat pumped her enormous stallionhood deep into Applejacks tight womb over and over again Applejack began to thrust her own enormous stallionhood up between lovers delicious milk orbs. Soon the sound of sloshing milk, moaning and squashing could be heard echoing around enormous orchard as the two cum all over each other.


End file.
